4//SEC Filing
Global Infrastructure Investors II, LLC 4
Accession 0000899243-19-029483
CIK 0001789832other
Filed
Dec 16, 7:00 PM ET
Accepted
Dec 17, 7:32 PM ET
Size
16.2 KB
Accession
0000899243-19-029483
Insider Transaction Report
Form 4
Global Infrastructure Investors II, LLC
Director10% Owner
Transactions
- Award
Class B Shares
2019-12-16+266,416,928→ 266,416,928 total(indirect: See footnotes) - Award
Class A Shares
2019-12-16+898,000→ 898,000 total(indirect: See footnotes) - Award
Opco Class B Units
2019-12-16+133,208,464→ 133,208,464 total(indirect: See footnotes)→ Class B Shares (133,208,464 underlying)
GIP Blue Holding GP, LLC
Director10% Owner
Transactions
- Award
Class B Shares
2019-12-16+266,416,928→ 266,416,928 total(indirect: See footnotes) - Award
Opco Class B Units
2019-12-16+133,208,464→ 133,208,464 total(indirect: See footnotes)→ Class B Shares (133,208,464 underlying) - Award
Class A Shares
2019-12-16+898,000→ 898,000 total(indirect: See footnotes)
Global Infrastructure GP II, L.P.
Director10% Owner
Transactions
- Award
Opco Class B Units
2019-12-16+133,208,464→ 133,208,464 total(indirect: See footnotes)→ Class B Shares (133,208,464 underlying) - Award
Class A Shares
2019-12-16+898,000→ 898,000 total(indirect: See footnotes) - Award
Class B Shares
2019-12-16+266,416,928→ 266,416,928 total(indirect: See footnotes)
GIP II Blue Holding Partnership, L.P.
Director10% Owner
Transactions
- Award
Class A Shares
2019-12-16+898,000→ 898,000 total(indirect: See footnotes) - Award
Class B Shares
2019-12-16+266,416,928→ 266,416,928 total(indirect: See footnotes) - Award
Opco Class B Units
2019-12-16+133,208,464→ 133,208,464 total(indirect: See footnotes)→ Class B Shares (133,208,464 underlying)
Footnotes (5)
- [F1]Pursuant to the Agreement and Plan of Merger dated October 3, 2019 (the "Merger Agreement"), each Common Unit and Subordinated Unit of Hess Midstream Partners LP ("Old HESM") held by the Reporting Persons prior to the effective time of the transactions contemplated by the Merger Agreement (the "Effective Time) were exchanged for 898,000 Class A Shares, 266,416,928 Class B Shares and 133,208,464 Opco Class B Units of Hess Midstream LP ("New HESM").
- [F2]Represents securities held by Hess Midstream GP LP. Hess Infrastructure Partners GP LLC is the general partner of Hess Midstream GP LLC which is the general partner of Hess Midsteam LP. Hess Infrastructure Partners GP LLC is a 50/50 joint venture between Hess Investments North Dakota LLC and GIP II Blue Holding Partnership, L.P. As such, each of the foregoing entities may be deemed to beneficially owned the securities held of record by Hess Midstream GP LP. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- [F3]Global Infrastructure Investors II, LLC ("Global Investors") is the sole general partner of Global Infrastructure GP II, L.P. ("Global GP"), which is the sole member of GIP Blue Holding GP, LLC, ("Blue Holding GP"), which is the general partner of GIP II Blue Holding Partnership, L.P. ("Blue Holding"). As such, each of Global Investors, Global GP and Blue Holding GP may be deemed to beneficially own the securities held of record by Blue Holding. Each such entity disclaims beneficial ownership of such securities except to the extent of their pecuniary interest therein.
- [F4]The Opco Class B Units may be converted at any time in to Class A Shares on a one to one basis and have no expiration date.
- [F5]Represents securities held by Blue Holding.
Documents
Issuer
Hess Midstream LP
CIK 0001789832
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001552830
Filing Metadata
- Form type
- 4
- Filed
- Dec 16, 7:00 PM ET
- Accepted
- Dec 17, 7:32 PM ET
- Size
- 16.2 KB